This agreement defines the terms of the affiliate agreement between Core-22 LLC and the affiliate purchasing an affiliate program. This agreement is available as a hyperlink as terms and conditions that must be agreed to before completing the purchase process. It is available upon request before the affiliate program is purchased, and it is emailed to the affiliate upon completion of the purchase process. Core-22 LLC provides affiliate organizations with an online weight loss solution (Product) that combines all the features necessary for a consumer to lose weight and control it in a healthy and sustainable way. The Product includes educational videos about the principles of weight loss and control, daily feedback messages that let users know what they are doing right or wrong each day, a social support system that provides the accountability and motivation to keep users making progress, and nutritional supplements that work with our food plan to reduce hunger, reduce cravings, and boost cell activity (metabolism) to burn more fat.
Core-22 / Affiliate Relationship
The Core-22 affiliate program makes it possible for organizations (Affiliate) to promote the Core-22 product as the affiliate’s weight loss solution or the nutritional component of the organization’s solution. When a consumers purchase using the affiliate’s core-22 custom web address, Core-22 delivers the program and supplements, and the affiliate and/or the affiliate’s sales staff earn a sales commission. The affiliate is encouraged to communicate and follow the progress of the affiliate’s user’s through administration portals that come with the affiliate program.
The affiliates organization is promoted to anyone using their program and to the users’ friends and family following their progress (supporters). The web portal used by anyone on the program and their supporters will, at the affiliate’s request, bear the affiliate’s name and or logo in the header at the top of every page. These portals also include an About Us page that provides information about the affiliate that is provided by the affiliate and under the affiliate’s control. This includes contact information, hours of operation, amenities, features, services, photos, and special offers that can be downloaded by the user or their supporters. This allows the affiliate to serve its members, patients, employees, insured, etc. and the friends and family of users wherever they are, and as far as the affiliate’s marketing programs and social networks reach.
The Affiliate Program Includes:
Affiliates earn a sales commission for each weight loss program and supplement package sold when purchased with the affiliate’s unique web address during the licensing agreement period. This commission can be shared with sales associates at the discretion of the affiliate.
The following commissions are based on product cost, shipping, and handling expenses. We reserve the right to adjusts commissions from time to time with 90-days’ notice.
Sales Commissions are listed in the sales portal on the commission’s page
Secondary Sales Commissions
The Core-22 program provides motivation by asking users to enlist supporters (friends and family) to follow their progress. We offer supporters the affiliate’s core-22 web address and the sales associate’s discount code every time the person they support passes a 10-pound milestone. Supporters know how well the program works and because approximately seventy percent of them are overweight, many will purchase the program for themselves or for someone they know. When that happens, the affiliate and sales associate earn the same sales commission as if they sold the program directly to the supporter.
Commissions are calculated at the end of each month and processed for payment within 10-days. Commissions are paid directly to the affiliate and the affiliate’s sales associates through Tipalti, a third-party accounts payable vendor. Before that can happen, the affiliate and their sales associates must provide the necessary data that allows Tipalti to perform the required verification (social security, delinquent child support, money laundering registry) before they can cut and mail a check or deposit the commission directly into the appropriate bank account. If for any reason Tipalti is unable to process payment, they will notify the affiliate or the affiliate’s sales associate directly to correct whatever issue is preventing payment. Commissions of less than $50 will be deferred until they exceed $50.
No commissions will be earned on purchases made after the affiliate agreement has been terminated by either party or the program is no longer being actively sold to end-users by the affiliate for three months or more.
Because we offer users a money-back guarantee, there may be times when an affiliate’s user is granted a refund. If that occurs, the commission paid to the affiliate and or the affiliate’s sales associate for that sale will be deducted (clawed back) from the next commission payment. This will be reflected in the commission reports available on the affiliate and sales staff portal.
Year-End Tax Forms
IRS form 1099 will be processed and delivered to the affiliate and the affiliate’s sales associates whenever the total sales commission earned by an individual exceeds $600 in a given year as required by law.
The Affiliate understands that he or she is an independent contractor and does not intend for this Agreement to be interpreted as employment, agency, joint venture, or partnership relationship between the parties. Core-22 LLC will not withhold taxes of any kind; provide workers compensation or unemployment insurance coverage for affiliates or the affiliate’s registered sales associates. Affiliates are free to promote the Product as much or as little as they like, in the manner of their choosing, within the confines of the terms of this agreement. Core-22 LLC will not directly manage Affiliates or the affiliate’s sales associates or oversee their efforts to promote the Product.
Except as explicitly stated otherwise, any notices permitted or allowed under this Agreement must be sent to the principal contact of each party by email and deemed to have been received on the date of the email time stamp.
Affiliate acknowledges and agrees that in providing the Product, Core-22 LLC may disclose to the affiliate certain confidential, proprietary, trade secret information (the “Confidential Information”). Confidential Information may include, but is not limited to, the content delivered to users through the program, the web-based delivery of the program, computer programs, flowcharts, diagrams, manuals, schematics, development tools, specifications, design documents, marketing information, financial information or business plans. During the period of this Agreement and for a period five years thereafter, the Affiliate agrees not to disclose any Confidential Information or any part thereof to any third party, except to the extent that such Confidential Information is or becomes generally available to the public through no fault of the Affiliate, is rightfully received by Affiliate from a third party without limitation as to its use, or is independently developed by the Affiliate. The affiliate may disclose confidential information with the prior written consent of Core-22 LLC. At the termination of this Agreement, the Affiliate will return the Product and all other Confidential Information.
In consideration for the use of Product and agreed upon commissions structure, the affiliate agrees that at no time during the term of this agreement or the Five (5) year period immediately following termination of this agreement will it attempt to develop, or assist any other business to develop, an online weight loss solution that closely approximates the Core-22 Product’s information, features, principles, feedback system, social support system, and technical delivery systems.
Appropriate Use of Product
Affiliate agrees not to duplicate, reproduce, translate, modify, copy, print out, disassemble, decompile the Product, combine it with any other products, tamper with the product, reverse engineer or decompile, decode, decrypt, or in any other way disassemble the product or in any way derive source code from the Product except to the extent the enforcement the foregoing is prohibited by applicable law.
The program should be delivered to users without alteration. It works because it delivers only that information found to be critical to weight loss and weight control. There is no need for an affiliate or sales associate to explain, alter, or expand upon the principles.
The program works because the supplements provided and the Core-22 food plan works together. They provide the right combination of nutrients necessary to reduce hunger, reduce cravings, and burn the maximum amount of fat. Users of the program should not be encouraged to use a supplement substitution or be encouraged to deviate from the food plan as this will likely reduce a user’s chances of success and would violate this licensing agreement.
Use of the Core-22 Name and Logo
The Affiliate is licensed to use the Core-22 LLC logo and other related names only in connection with Affiliates’ solicitation of sales and servicing of Core-22 LLC products during the agreement period. Any other use must first be approved by Core-22.
Affiliate shall have a non-exclusive, nontransferable agreement to use the Product until terminated by either party at the end of the month after notice to terminate is given. This agreement will automatically terminate, without notice, if there are no direct sales by the affiliate for three or more months. If the affiliate does not produce new sales for three months, there will be no sales commissions paid for any existing users who purchased with the affiliates program. The obligations of Affiliate under the heading of “Non-Disclosure, Non-Compete” above shall survive the termination of this Agreement. All commissions earned on purchases made before the termination date will be paid to the affiliate and their sales staff in the usual fashion. Purchases made after termination will not generate sales commissions for either the affiliate or their sales associates.
Sales Staff Termination
If a staff member is no longer associated with or employed by the affiliate, they will continue to earn sales commissions unless the affiliate edits their commission structure from within their administrative portal. All commissions earned before a change in commission structure will be paid in the usual fashion. If the sales staff no longer produces new sales for three months or more, all commissions may be diverted back to the affiliate.
Affiliate Program Refund policy
If within the first 30-days of purchase you are dissatisfied with the Core-22 Affiliate Program for any reason; simply return the promotional material in good condition for a full refund – minus any commissions earned. To receive a refund, email your refund request to firstname.lastname@example.org explaining the reason for your dissatisfaction and return all promotional material to Core-22 at 3431 Monarch Drive, Edgewater MD 21037.
Core-22 LLC warranties
Core-22 LLC represents and warrants that it has the requisite right and legal authority to grant the Affiliate a license to use the Product and the Confidential Information as contemplated by this Agreement.
Core-22 LLC makes no other warranty, expressed or implied, with respect to the product or any other confidential information. All other warranties, whether expressed or implied, are hereby disclaimed, including, without limitation the implied warranties of merchantability and fitness for a particular purpose.
Core-22 reserves sole and complete discretion with respect to the operation of THE WEBSITES. Core-22 reserves the right to modify THE WEBSITES, in whole or in part, at any time for any reason, including but not limited to changes to any features, content, functionality, software, or other items used or contained in the site. Core-22 further reserves the right to suspend THE WEBSITES, including for periodic maintenance, equipment malfunctions, or causes beyond Core-22’s control. Core-22 further reserves the right to terminate THE WEBSITES. My continued access to or use of THE WEBSITES constitutes my conclusive acceptance of any such modifications. Core-22 shall not be liable to the Affiliate for any such modification, suspension or termination of THE WEBSITES.
Security and Website Access
As a user of the Core-22 websites, you must guarantee that you will not give your username or password to any other individual and will not log any other individual into your account. Further, you must certify that you will be the only person who views any material or interacts with web forms under your username and password.
Copyright Notice and limitations of Use
All information, content, and services (collectively, the “Content “) within or provided through Core-22 websites are protected by copyright and other intellectual property laws. Core-22 LLC owns the Content. The Content is intended for the personal use of users of the Service. You may not reproduce, sell, publish, distribute, modify, display, re-post, or otherwise use any portion of the Content in any other way or for any other purpose without the written consent of Core-22, LLC. Requests regarding the use of the Content for any purpose other than personal, non-commercial use should be directed to email@example.com. You acknowledge that the Content includes certain trademarks and service marks owned by Core-22 LLC and certain logotypes, as well as trademarks owned by other providers. You agree not to copy, use or otherwise infringe upon these trademarks or service marks. You further agree that you will not alter or remove any trademark, copyright, or other notice from any copies of the Content.
Use of Your Personal Information
Personal data collected by Core-22 will be used to deliver the purchased product or service requested and may be used for additional reasons including, but not limited to, sending you information, to respond to your request, for general core-22 correspondence, editorial and feedback purposes, statistical analysis of users’ behavior, product development, content improvement, or customization of the content and layout of this website. None of the information collected will be sold or shared with anyone outside of Core-22.
Protection of a User’s Personal Information
We have implemented security features to prevent the unauthorized release of, or access to, a user’s personal information retained by Core-22 LLC. A variety of security measures have been established to maintain the safety of personal information when an order is placed through or uses any Core-22 website.
We use a secure server. All sensitive and/or credit information is transmitted via Secure Socket Layer (SSL) technology and then encrypted into our payment gateway providers’ database only to be accessible by those authorized with special access rights to such systems who are required to keep the information confidential. Core-22 staff members have limited access to sensitive material and those who do, have personal usernames and passwords to prevent unauthorized personnel from gaining access to this information.
Disclosure of Information to Outside Parties
We will not give, sell, transfer, rent, or lease any personal information about you or your users to third parties without expressed permission, unless to (i) respond to duly authorized information requests of police and governmental authorities; (ii) comply with any law, regulation, subpoena, or court order; (iii) help prevent fraud or to enforce or protect the rights and properties of Core-22 LLC, its subsidiaries or affiliates; or (iv) protect the personal safety of our employees and third parties on our property.
Notwithstanding the previous, we may permit trusted third parties to access to your personal information to the extent such third parties are assisting us in operating the Core-22 websites, conducting our business, or serving our affiliates or users, and have agreed to keep personal information confidential.
Core-22, LLC secures the private and personal information provided on Core-22 websites and does not sell, share or otherwise disclose for financial remuneration any of the information about its current or former Associates or their customers to any third parties. Core-22 reserves the right to and may use your personal information, however, as is required by law or legal process. This data is maintained in a secure environment and only authorized personnel have access to the information.
Children’s Online Privacy Protection Act Compliance
This website is in compliance with the requirements of the Children’s Online Privacy Protection Act. We do not collect any information from anyone under thirteen (13) years of age.
This website and the products and services sold are all directed to people who are at least thirteen (13) years of age or older. Individuals under the age of 13 are not permitted to purchase the Core-22 program without the supervision of a parent. A parent or guardian may sign up for the program and provide the program to his or her child under the guidance of the parent and at the parent’s sole discretion, use the program for the benefit of their child.
Applicable law and jurisdiction
All disputes arising out of this Agreement, including its validity, shall be determined in accordance with laws of the State of Maryland. All legal disputes arising out of the terms of this Agreement shall be litigated in the Courts of the Ann Arundel County of the state of Maryland.
If any provision of this Agreement shall be held to be invalid or unenforceable, then the meaning of that provision shall be construed, to the extent feasible, so as to render the provision enforceable, and if no such interpretation is practical, it shall be severed from the remainder of this Agreement, which shall remain in full force and effect.
A failure to enforce any provision of this Agreement will not be interpreted as a waiver of that breach or any preceding or succeeding breach of the same or similar nature. The provisions of this Agreement cannot be waived or altered in whole or in part except in writing and signed by duly authorized representatives of both parties.
The Affiliate may not assign this Agreement without the prior written consent of Core-22 LLC. This Agreement shall be binding upon and inure to the benefit of the parties and their respective administrators, successors, and assigns.
Headings used in this Agreement are provided for convenience only and shall not be used to construe meaning or intent.
This Agreement terminates and supersedes all prior understandings or agreements on the subject matter hereof. Only a further writing that is duly executed by both parties may modify this Agreement.
If you have any questions regarding this Affiliate Agreement, you may contact us using the information below.
Business legal address: Dr. Richard Schmitt 3431 Monarch Drive, Edgewater MD 21037